Moya is still orbiting the planet which homes the Gammak Base (continuing the events of Nerve), and she can not Starburst since she has just entered full labour. However, Pilot has discovered that the baby is not a normal Leviathan...

Meanwhile Aeryn is awake, and wants to see Crichton, but the crew reveal he's being tortured on the Gammak Base in the Aurora Chair. Aeryn says that she wants to go down and rescue him, against the rest of the crew's advice. D'Argo and Zhaan refuse to let her go alone and so accompany her in the prowler using the blind path still in place from Chiana's return.

On the Base, Crais and Scorpius continue to rip memories from Crichton's mind using the Chair. They know he is holding something back and Crais is determined to find out what it is.

Later, Crichton is once again allowed to rest, and in the cell he seems to think Stark was sent by Scorpius to spy on him. Stark denies the accusation and reveals he is not really crazy - he acts that way so they don't bother him so much. He has made a magnetic crypt encoder from metals he's collected during the two cycles he's been held, which will unlock the cell door once it finds the right code.

Niem is getting the Techs to increase the power of the Chair, as per Scorpius' orders. Gilina somehow manages to sabotage it just before it's brought back on line, apparently for the distraction she promised Crichton. She contacts John in his cell and tells him he must remember their kiss on the Zelbinion (in PK Tech Girl), when suddenly Scorpius and Crais return for John. Scorpius says he wants to know what John is hiding, but he continues to say he is hiding nothing. Scorpius puts him back in the Chair.

Crichton remembers the kiss during the torture, when suddenly Crais appears in the memory. Upon continued viewing of the memory, Crais reveals he wishes to thank John for giving him the wormhole technology, since with it he has the power to rise to where he should be in the Peacekeeper ranks.

Crais cannot believe it himself, telling Scorpius he can't possibly believe it since it's all made up. Scorpius retorts that he knows you can't make things up for the chair. John asks Crais if the game is up, and reveals o Scorpius that Crais found out about wormholes when he arrived, and exchanged the information for John's life. Crais persists in saying it is a lie, but Scorpius says there is only one way to find out the truth, and that is to put Crais in the Chair. Crais doesn't believe he'll do it, but Scorpius uses his unconditional authority on the base to persuade Crais' guards to seize him.

Whilst Aeryn finds a way into the base, leaving D'Argo and Zhaan in waiting on the surface, Stark helps ease Crichton's great pain in their cell. Stark gives him "just a few thoughts", which bring John back from impending madness. Stark reveals he's a member of the Banik slave race, who have been virtually wiped out by the Peacekeepers. He was kept alive as he was found "interesting", but the energy under his mask allows him to hide his feelings and cloud his thoughts.

Aeryn has infiltrated the base and finds Gilina, thanking her for saving her life. Gilina tells her that Scorpius thinks John is blocking a memory about the wormhole technology, but she reveals it's actually to do with her, as John is trying to protect her.

A short while later, Aeryn tells Lt. Heskon that she detected a signal coming from Crichton's cell whilst on Crais' Command Carrier. He believes there is no signal, but when he scans he picks something up, so he opens the cell. Aeryn knocks him out, and she takes Stark and John away.

Crais' memories show everyone that he killed Lt. Tee (in That Old Black Magic), and Niem reveals he was trying to hide it. A security breech is announced, and Scorpius orders the base sealed so Crichton can't reach the surface. Stark manages to get away, but John, Gilina and Aeryn are forced to hide in the floor. Gilina finds out that they require a senior officer's ident chip to escape, so Aeryn goes in search of one.

Back on Moya, Pilot reveals that a vacuum must be created inside Moya for her to give birth. Chiana and Rygel have to hide together in a pressure tank, as Pilot reveals he can see the child, and Moya gives birth.

In her search, Aeryn finds Crais in the Chair, and she asks now him if now he is irreversibly contaminated. He says that he is still her superior officer, and she will release him. She tells him she is no longer a Peacekeeper, and she lost everything because of him. Everything she has learned since she left on Moya has made her realise being a Peacekeeper means nothing to her anymore, and she will never go back. She takes his ident chip, as Crais says he will track her down and kill her. She replies that she will show him his life, and she cranks up the Chair, leaving Crais screaming.

Gilina asks John if he wants to be with Aeryn, she needs to know before she gives up everything but Aeryn arrives before he can answer. As they escape, Gilina asks Aeryn if she wants to be with John, and she avoids the question saying if she doesn't go with them she will be killed. Gilina says she'll take care of herself and runs off.

Moya meanwhile is re-pressurised, but a portion of the offspring is unable to get past a vent. Pilot gets a visual of the offspring and we see it is covered in weapons. When D'Argo broke the wall half a cycle ago (in They've Got A Secret), the catalyst released must have contained the DNA to produce weapons. Pilot cannot say who will control the male offspring, as it panics and charges its weapons to try and break free. Chiana goes down to try and help, but tells Pilot the only way to cut free is to allow the offspring to fire a low level blast. As Chiana escapes the duct, the offspring breaks free and everyone is unharmed.

On the surface, a shoot-out ensues. John reveals his secret memory to Stark, and Stark reveals he was hiding the memory of the place he lived as a boy. As everyone is escaping, following much crossfire, Scorpius grabs John saying he cannot leave with them. Gilina appears, but she hesitates and Scorpius shoots her. The distraction allows John to break free. Scorpius runs for cover and John picks her up and carries her away.

The crew return to Moya, where Pilot says Gilina scrambled channels before she left, so no-one will be able to detect Moya for a while, however they cannot move very far and are unable to Starburst with the offspring.

John asks Gilina why she came back for them. She says she realised that, as Aeryn said, they would have found her out and killed her. She tells him she loves him, as Stark enters and shows her the place he once saw, and she eases up saying it's a beautiful place. Zhaan and Stark leave them alone, when Gilina asks if John would have loved her if things had been different. He says yes, and she asks for one last kiss, before passing away.